Transformers 1986 remake script
by ultraguy7x
Summary: A fan's version of the 1986 movie, I work ed a year on this so please be merciful
1. Chapter 1

**Amazing, just amazing I am writing a fan's version of the 1986 movie. Hope you like it. Please review and have mercy I'v been working on this for a year.**

FADE IN

EXT. SPACE

A small planet, Liothorne, glows in the light of its sun.

PUSH IN ON THE PLANET

We see various forms of robots going about on activities

through out the city.

CUT TO

INT. HALLWAY

We see KRANIX and an aid walking down the hallway, pushing a cart

of chemicals.

CUT TO

EXT. Space

We see a PLANET five times the size of Liothorne slowly approaching it.

CUT TO

INT. ALBURUS' LAB

KRANIX and AID enter with chemicals.

KRANIX

Here are the chemicals you requested Alburus.

ALBURUS

Thank you Kranix

He takes them.

CUT TO

EXT. SPACE

Suddenly, we hear a loud rumble, and see a thick, electronic

mist behind the planet...

CUT TO

INT. LAB

ON BEAKERS

As they shake then fall and crack open.

ALBURUS

What's happening?

ON MACHINES

As they fall and crumble. Kranix runs offscreen to WINDOW.

KRANIX looks out the window and sees a PLANET coming toward

the planet's surface.

KRANIX

Alburus, look! It's Unicron, the planet eater!

We must escape!

Then, the electronic mist begins to engulf the planet, and we

hear the horrible sounds of destruction.

Almost like somebody, or something, is eating it.

CUT TO

INT. CITY

We see multiple robots running and screaming.

We also get shots of the planet's claws grounding it up into its

Mouth.

PUSH DOWN TO:

EXT. THE NEAR SIDE OF THE PLANET'S SURFACE

We see more robotic scramble around the planet in a wild panic.

It looks like Pompeii must have looked as Vesuvius erupted.

ANGLE ON KRANIX AND ALBURUS – TRACKING

They are running from the ever-growing mist that threatens to

engulf them.

ANOTHER ANGLE - THE PANIC

As Kranix runs, AlBRUS falls and, calls to him.

AlBURUS

The ships get to the ships, Kranix! It's your only

Chance! Warn all you meet of the horror of Unicron!

Suddenly, the pitiful creature is surrounded by the strange

energy cloud and it looks like his body has simultaneously caught

fire and been doused with acid.

ALBURUS

!

KRANIX

Arblus! No!

ANGLE ON KRANIX

The mist threatens to engulf him too.

He transforms into a small rocket ship and...

TRACK WITH KRANIX AS...

He takes off.

As we rise higher and higher in the atmosphere, we see the horror

wrought by the hideous and still mysterious Unicron.

The planet cracks like an egg and rivers of lava leak out.

The energy cloud surrounds it and...

Dissolves everything...

... And when the smoke clears, we get our first look at Unicron.

It is horrifying.

A massive, metal orb with a gaping maw and a field of electricity.

CUT TO:

INT. UNICRON. MONTAGE OF SHOTS

We see a horrifying slaughter of the robots, being crushed and killed.

We a cluster of screens that serve as a brain and an all seeing vision.

We see strange veins, almost organic, stretching and oozing a BLOOD-

LIKE LIQUID.

We see a river of Water splashing on the screen and the robots being

Washed upon a river bank like structure and then being taken by CLAW-

LIKE SECURITY SYSTEM.

CUT TO:

UNICRON EXT.

The rings around him GLOW yellow, powering up.

PAN FORWARD to SHOW DEEP SPACE

TITLE SEQUANCE

MOONS ORBITING CYBERTRON IN DEEP SPACE

There are TWO MECHANISTIC MOONS orbiting the huge planet Cybertron.

But we are most concerned with a small, greenish metal one.

NARRATOR

It is the year 2005. The treacherous Decepticons have

conquered the Autobots' home planet of Cybertron. But

from secret staging grounds on two of Cybertron's moons

the valiant Autobots prepare to retake their homeland.

CLOSER ON GREEN MOON

LAZERBEAK flies by the screen and flies to the FIRST MOON.

At first, we see nothing unusual or suspicious. Then, pulling

closer, we see that the top of the moon is covered with moon

camouflage "netting" and underneath it is a huge cache of

futuristic weapons.

This is the Autobot staging ground for an assault on Cybertron.

ON LAZERBEAK

He flies SIlENTLY through the weapons floor where SNARL, SWOOP, SLUDGE, and

HUBCAP work.

CUT TO:

EXT. WINDOW

LAZERBEAK lands on the window's edge.

ON LAZERBEAK

A SMALL CAMERA pops out of his head.

DOLLY THROUGH THE COMPLEX until we arrive at a Command Center

where several Autobots (FIRESTAR, SUNSTREAKER, GEARS) peer into monitors,

running constant surveillance on Cybertron.

ANGLE ON IRONHIDE

He peers into a monitor.

As he speaks, we see the monitor PAN to an area where a huge

Decepticon Symbol is emblazoned on Cybertron.

We should also see a shot of a seeker flying by and SHOCKWAVE

Looking out a window.

IRONHIDE

Every time I look into this thing, my

circuits sizzle. I'm tired of this waiting

game, Prime. When are we gonna start bustin'

Deceptichops?

ANGLE ON OPTIMUS PRIME

He stands over a holographic map which shows various invasion

plans for Cybertron.

OPTIMUS PRIME

We still don't have enough Energon cubes, troops, or weapons

to power a full scale assault, Ironhide.

IRONHIDE

Then let me make another run to Autobot City

on Earth. I'll bring you back more cubes, guns, and troops

than you'll know what to do with.

ANGLE ON PRIME

He solemnly hands down an order

OPTIMUS PRIME

Alright, ready the shuttle for launch.

ANGLE ON IRONHIDE

He raises a fist in a warwhoop!

IRONHIDE

YAHOO!

(looking into monitor)

Your days are numbered now Decepticreeps.

CLIFFJUMPER

Ya got that right Iornhide, ole' pal.

GEARS

Who should I call up for you Iornhide?

IORNHIDE

Call up Prowl, Rachet, and Brawn.

GEARS

Right. Jazz, call 'em up.

JAZZ

Three Autobots coming right up Iornhide.

CUT TO

INT. AN OUTDOOR PLATFORM

We see Prowl, Rachet, and Brawn working and moving energon containers.

JAZZ

(V.O.)

Yo! Prowl, Rachet, and Brawn, report to the shuttle now.

Iornhide is leaving for earth and yor going with him.

BRAWN

Finnaly! Some action! I can't wait on this base while

There's fighting to do!

RACHET

Wel let's get to the shuttle guys, earths a waiting.

I just hope Wheeljack hasen't blown himself up while

We were gone.

A SMALL MOON "MOUNTAIN"

Ironhide transforms and Races toward a mountain, which stands

about a half mile from the secret Autobot facility. We can also see

Prowl, Brawn and Rachet driving twords it.

OPTIMUS PRIME (V.O.)

Jazz, report security status.

COMMAND CENTER - ANGLE ON THE CONSOLES

JAZZ

No sign of Decepticons in this sector, Prime.

PRIME

What about Moon Base 2?

JAZZ

Jazz to Moon Base 2.

PAN UP and through the sky to -

ANOTHER MOON

This is the second moon. It is much closer to Cybertron than the

first one. This is where Bumblebee and Spike and others are stationed.

JAZZ (V.O.)

Jazz to Moon Base 2.

ANGLE ON BUMBLEBEE AND SPIKE

They stand together a communication console. Spike is now 35

years old. Bumblebee looks as he has always looked, save for a

couple of funny bumper stickers on his tail: I (heart)

Cybertron. I (club) Decepticons. We can see BEACHCOMBER, LONGARM,

SKY-LYNX, and MOONRACER working in the backround.

BUMBLEBEE

Bumblebee and Spike here.

JAZZ (V.O.)

We're about to send up the shuttle.

Any Decepticon shenanigans in your sector?

BUMBLEBEE

Let's see.

(Looks over to the left.)

What's our status Sky-lynx?

SKY-LYNX

We'er all clear from up here, little buddy.

BUMBLEBEE

All clear, Jazz.

(pause)

ON SCREEN.

We see Iornhide come up on screen, as well as Gears and Prowl.

SPIKE

Hey, Ironhide, tell my son, Daniel, I miss him,

and tell him I'll be coming home as soon as we've

kicked Megatron's tail across the galaxy.

CUT TO:

INT. THE SHUTTLE

Ironhide and Prowl sit at the controls, running a series of

pre-launch tests.

IRONHIDE

Will do, Spike.

PROWL

Gears, when do we blast off?

GEARS

As soon as Prime gives the orders.

PROWL

Thanks, well Prime?

ANGLE ON PRIME, CLIFFJUMPER, AND THE OTHERS

Standing at the Command Center, watching:

OPTIMUS PRIME

Commence countdown, Cliffjumper.

CLIFFJUMPER

Five...Four...Three...Two...

THE LUNAR "MOUNTAIN"

Suddenly, smoke starts pouring out of the mountain.

CLIFFJUMPER

One...

Then, the "mountain" which must be made of paper mache or

something blows away revealing -

The shuttle!

CLIFFJUMPER (V.O.)

Blastoff!

Suddenly, the shuttle rips out of the ground in a ball of fire.

As it takes off, we realize this isn't any dinky shuttle, but a

massive ship, capable of carrying all the energon needed to

fight a war and an army to boot.

The screen is bathed in smoke and fire which slowly clears.

ANGLE ON PRIME

As he watches the shuttle shoot into the distance.

OPTIMUS PRIME

Now, all we need is a little Energon

and a lot of luck.

ANGLE BEHIND PRIME

ON THE WINDOW

We see...

...Lazerbeak who flies away unseen.

DISSOLVE TO:

CYBERTRON CITY

Lazerbeak flies by into the city flying past SKYWARP

SKYWARP

Hey! Watch where you'er going ya over-energized bird!

LAZERBEAK FLIES TO:

SHOCKWAVE"S SECURITY TOWER

We see SHOCKWAVE and SOUNDWAVE on the tower's platform.

Lazerbeak screaches a greeting.

SHOCKWAVE

Lazerbeak returns from his mission, Lord Megatron

ON MEGATRON

He trurns around and offers his lower arm for Lazerbeak to roost on.

MEGATRON

Welcome Lazerbeak, unlike some of my other warriors...

(He looks at STARSCREAM)

you rarely ever fail me.

ON STARSCREAM

He looks offended and furious at that comment.

Megatron throws Lazerbeak to SOUNDWAVE

MEGATRON

Soundwave, replay Lazerbeak's findings.

SOUNDWAVE

As you command Megatron. Lazerbeak: Return.

Lazerbeak goes back into Soundwaves chest-plate.

Soundwave transforms into a computer bank. Something plugs into

The computer from Soundwave.

A CUT DOWN VERSION of the previous sceen

ON MEGATRON

He grins with intrest. Starscream and Shockwave gather around.

OPTIMUS PRIME

(O.S.)

Now, all we need is a little energon... and a lot of

Luck.

MEGATRON

More than you imagen, Optimus Prime! Shockwave.

SHOCKWAVE

Yes, my master?

MEGATRON

Call the decepticons up! We'er going on a little

Invasion.

SHOCKWAVE

Yes sir, oh the fun they'er going to have with

The autobots, (Snickers)

SOUNDWAVE TRANSFORMS

MEGATRON

Starscream, Soundwave... prepare for a new age

Of Cybertron, an autobot free one!

He walks away laughing

Soundwave follows him.

ON STARSCREAM

He grins

STARSCREAM

And, a Megatron free one as well. (Snickers)

EXT. SPACE - LATER

The shuttle hurtles though a massive asteroid field.

PROWL (V.O.)

Slow down, Ironhide. We

want to get to Autobot city in one piece.

CUT TO:

INT. THE SHUTTLE

Ironhide is at the controls. Brawn and Rachet are at computer consoles.

And Prowl is sitting next to Iornhide.

IRONHIDE

If I can dodge Dececpticon rays,

I can sure as shootin' dodge a

couple of asteroids.

RACHET

Well, your lucky they can't shoot for a single energon chip

Iornhide, that's why.

BRAWN

Your both right guy's well be fine.

PROWL

Look out!

A COMMET pases by. Iornhide swerves right out of the way.

It passes.

BRAWN

That's a relief.

IORNHIDE

See? What I tell ya? Sure as...

Suddenly, there is a terrible BANG! on the side of the ship, and

the two Autobots are thrown from their seats.

PROWL

You were saying?

IRONHIDE (irked)

That wasn't an asteroid.

There is a blast of light and they turn to see...

ANGLE ON THE SHIP

The most powerful laser light anybody has ever seen cuts a gaping

hole in the side of the ship...

Then, when the light clears, a panel of the ship falls in and we

see -

MEGATRON!

In all his glory.

BRAWN

Megatron! Decepticon attack!

VORTEX rushes forward and is sent backwards by Brawn's punch.

VORTEX

Acursed Autobot!

MEGATRON

Die Autobots!

Then, he transforms to Gun Mode, spins into STARSCREAM'S arms and

Starscream fires.

BRAWN

He runs forward and picks up Vortex and throws him at Starscream,

Who dodges it.

BRAWN is then fired upon by SWINDLE, SKYWARP, and BONECRUSHER.

PROWL rushes up with IORNHIDE and RACHET and starts shooting back.

RACHET

Take this, you walking scrap-heeps!

THE INSECTICONS

...eat away at the hole in the shuttle to make way for...

...an ARMY of other Decepticons including Lazerbeak who enter,

firing.

ONSLAUGHT, BRAWL, BLASTOFF, MOTORMASTER, WILDRIDER, DEADEND,

BRAKEDOWN, DRAGSTRIP, THUNDERCRACKER, BLACKOUT, SOUNDWAVE,

REFLECTOR, SCRAPPER, MIXMASTER, SCAVENGER, BONECRUSHER,

LONG HAUL, HOOK, SHOCKWAVE, RUNAMUCK, RUNABOUT, BLITZWING,

ASTROTRAIN, THRUST, RAMJET, DIRGE, and OTHER GENERIC Decepticons

Rush in.

ON BRAWN as he...

Tares a generic decepticon's arm off and wacks his head with it, he

Is then blasted in two by the Combaticons.

BRAWN

Death to all Decepticons!... Long live the Autobots.

Dies

PROWL

He's furious.

PROWL

BRAWN! NO! DIE DECEPTICONS!

Shoots wildly and kills about ten generics, he throws a grenade out.

THRUST

GERNADE! Duck!

He runs away and fifteen generics are killed in the blast.

ON PROWL

As we can see Iornhide and Rachet are backing up in the backround.

He is overcome by Skywarp and Soundwave. The Constructacons and

Stuntacons approach them.

DRAGSTRIP

Hold him down!

LONG HAUL

I want to make this as painful as possible.

PROWL

Do your worst, you Decepticon bastards.

MIXMASTER

Oh, don't worry, we will.

MOTORMASTER

Open fire!

Fire is opened up on Prowl and there is crazed laughter from

SCRAPPER, MIXMASTER, WILRIDER, and BREAKDOWN.

PROWL

He falls

PROWL

Optimus...forgive me...

Dies

IRONHIDE AND RATCHET

They are both horofied at the death of they'er comrade.

IORNHIDE

YOU SLAG-SUCKING MONSTERS!

Goes trigger happy and kills at least twenty-five generics.

ON RACHET

As he shoots a generic in the head right behind Strscream,

Who looks at the dead Decepticon.

STARSCREAM

Pitiful idiot.

RACHET

Well, this is the end old buddy.

IORNHIDE

I always saw myself goin' out like this.

While FIRING back they are FUSED TOGETHER...

... then blasted apart and fall in smoking, glowing fragments.

ON STARSCREAM AND MEGATRON

As they enter the now empty ship, a number of Decepticons flood

past them, taking positions and searching for other living

Autobots. SOUNDWAVE, KICKBACK, SHRAPNEL, DIRGE, and SKYWARP take the

Controls.

MEGATRON

Seel off that hole!

(Continued)

This was almost too easy, Starscream.

STARSCREAM

Much easier, oh mighty Megatron, than attacking

the real threat: the Autobots moon base.

MEGATRON

You're an idiot, Starscream. Were we simply to

wipe out that minuscule base, they could build another

one. But when we slip by their security systems

in their own ship and destroy Autobot city, the

Autobots will be vanquished forever!

IRONHIDE

Fat chance, Megatron!

Ironhide pulls himself up and grabs onto Megatron and stabs him in the leg with an

energon knife, but Megatron flings him against the wall. Megatron takes the knife.

MEGATRON

Such heroic nonsense!

He aims his cannon at Iornhide's head.

CUT TO: SPACE

As the shuttle flies off we here an explosion.

**Wow, I really broke some people's wills today didn't I?**


	2. Chapter 2

EXT. EARTH - CLOSE SHOT- MINIATURE RADAR SCREEN

A child's hands hold a scanner device which tracks a TRAVELING

BLIP across a star map towards a pulsing dot which represents the

Earth.

DANIEL (V.O.)

The Shuttle just zipped past checkpoint zeta.

ON DANIEL

Daniel, a classic nine year old American boy watches the

portable viewer which is like an over-sized Boy Scout compass.

WIDEN SHOT to show he is at an old fashioned "fishin' hole" on

Earth - surrounded by weeping willows, assorted trees and shrubs,

and that his fishing pole is stuck in the dirt, the line floating

lazily out on the water.

DANIEL

Let's watch Ironhide land it, Hot Rod!

As Daniel runs to small skateboard-like device, hits a button,

and watches, it transforms into a hoverboard and rides it, like a

surfer up a steep, grassy hillside we change angle to feature...

HOT ROD

an "adolescent" Autobot. He is in robot mode, sitting with his

fishing rod held between two fingers, looking bored with it all.

HOT ROD

Talk about dull Daniel!

Then, he tosses the rod into the water.

ON DANIEL RIDING HIS HOVERBOARD UP THE HILL

DANIEL

(calling excitedly)

Hurry or we'll miss it!

HOT ROD

lopes up hill after Daniel.

HOT ROD

If you're gonna ride, Dan-O ...ride in style!

Hot Rod catches up with Daniel, scoops him off his hoverboard,

TRANSFORMS to automotive mode and RIDES OVER CREST OF HILL with

Daniel in the front seat.

ANOTHER ANGLE - ON AUTOBOT CITY

FOLLOW Hot Rod up and over a roadway leading around the perimeter

of Autobot City which becomes visible the instant Hot Rod clears

the rim of a hill. As they travel, we SHOULD also be getting a

sense of what Autobot City is all about.

(DESIGN NOTE: Autobot City looks like a federal energy project

gone mad. Here, the Autobots are trying to exploit every known

means of getting energy. The mountain is covered with solar

panels, windmills spin in the valley, oil derricks pump, and not

far away a hydroelectric dam catches millions of volts. Near all

of these various things are energon compressors, which turn the

raw energy into energon cubes.

IN THE BACKGROUND of these scenes, we should see various panel

truck-type Autobots cruise up in auto mode to stacks of this

energon, convert to humanoid mode, load up their vans, then

convert to Auto mode again and drive the Energon into Autobot

City.

In short, it should be clear that the purpose of Autobot City is

to harvest energy.

All the while, Hot Rod and Daniel are riding recklessly out from

the Autobot City and up into neighboring hills for an overview of

the -

CIRCULAR LANDING AREA

which resides within the "bowl" created by the City structure and

natural surroundings.

DANIEL

Hey! Let me out.

HOT ROD

Why settle for a peek when you can see

everything from Lookout Mountain?

DANIEL

But we're not supposed to go beyond City

limits!

HOT ROD

Chromo-Chicken!

ON KUP, HUFFER, BLUESTREAK, and HOUND.

KUP - a grizzled, "old Soldier" of an Autobot - is directing the

positioning of a large metal road barricade.

KUP

A little to the left... a little bit more.

HUFFER

Oh, come on Kup, it doesn't matter where it is as long

As its in the road.

HOUND

He's got a point Kup.

BLUESTREAK

Look out! Here comes a speeder, if ya know what I mean.

Hot Rod barrels through a sign which reads: "STOP -THIS AREA OFF

LIMITS", almost knocking Kup over in dust and wind

KUP

disgustedly watches Hot Rod drive up the mountain.

KUP

(to sound like swearing)

Cam bustin', turbo revvin' young punk.

I'll straitin ya out yet!

HUFFER

Yeah, that'll be the day.

CUT TO:

MOUNTAIN ABOVE AUTOBOT CITY- LOOKOUT POINT

Hot Rod arrives at a viewing platform carved in mountainside and

TRANSFORMS back to humanoid mode.

Daniel rushes to a set of PUBLIC VIEWING BINOCULARS and peers

into them.

HOT ROD

This is it! Now take a squint through those babies.

DANIEL

Hot Rod, look! There's a hole in the shuttle!

HOT ROD

What!

DANIEL'S P.O.V - BINOCULAR MATTE - THE SHUTTLE

The hole Megatron blasted in order to get into the shuttle mars

the otherwise perfect exterior of the ship. We can see the Insecticons'

clones and two other Decepticons RANSAC and CRUMPLEZONE trying to seal the

hole.

ANGLE ON DANIEL AND HOT ROD

Hot Rod looks up and a pair of futuristic binoculars pop out of

his eyes.

HOT ROD'S POV - THE SHUTTLE

Hot Rod's vision, now, infinitely better than human vision, spots

something truly disturbing -

- Starscream, and several Constructicons inside the ship!

HOT ROD (O.S.)

Decepticons!

ANGLE ON HOT ROD

Drawing his gun, he starts FIRING on the shuttle.

HOT ROD

This is for Ironhide! So's this!

ANGLE ON THE SHUTTLE

Rays streak through the hole searing...

A SEEKER who falls to his death and the blast grazes...

STARSCREAM

He ducks away from the door.

STARSCREAM

I'm hit!

ANGLE ON MEGATRON

Standing behind DIRGE and KICKBACK who pilot the shuttle, he

turns to see...

THE CONSTRUCTICONS, STUNTICONS, and COMBATICONS

Firing out of the hole.

MEGATRON

He's furious.

MEGATRON

You imbecile, our cover is blown!

STARSCREAM

It was your stupid strategy!

THUNDERCRACKER

What I tell you? Big hole in the

Shuttle seals our fate.

WILDRIDER or SWINDEL

Fine' I'll give ya two energon cubes

When we get back.

THUNDERCRACKER

IF we get back you mean.

CUT TO:

ANGLE ON KUP, CONSTRUCTION CREW

Kup and the Autobot Construction Crew watch Hot Rod shooting at

the shuttle.

KUP

What's that darn fool doing?

BLUESTREAK

I don't know. But why are they firing back?

Hound looks up and points.

HOUND

Decepticons!

KUP

What? Bluestreak, Huffer, get to the city and

Warn them. Now!

HUFFER

Sure thing, lets go Bluestreak old pal.

They transform and drive of fast.

HOUND

What do we do?

KUP

We get up there and Help Hot Rod.

HOUND

Great! I want to clobber some Decepticreeps!

ANGLE ON THE SHUTTLE

Suddenly it cracks open, and Decepticons shoot out of the

wreckage like toys from a pinata.

CLOSE - MEGATRON

In mid-air

MEGATRON

(shouting to forces)

Attack!

(he looks down and fires)

Onslaught, you know what to do!

ONSLAUGHT

Yes Megatron! Decepticons, to me!

A barrage of Decepticons, including the Stunticons, Combaticons,

Blackout, Thunderblast, Ransac, Crumpelzone, Triggerhappy, Sixshot,

Insecticon clones, Wingspan, Pounce, Octane, Slugfeast, Overkill,

and a generic Conehead all fly away to somewhere else.

MEGATRON

Soundwave, contact Counter-Punch.

SOUNDWAVE

Yes, mighty Megatron. Operation: Communication

Counter-Punch: Respond

CUT TO INT. AUTOBOT CITY

We see Punch a simple autobot... or is he?

He runs into a hall and responds and transforms into Counter-Punch!

We can now see in a small room in the backround, the real Punch,

unconscious.

COUNTER-PUNCH

Don't worry Soundwave, Metroplex's cog is

Disposed of. You may attack.

SOUNDWAVE

(V.O)

Good work.

CUT TO

MEGATRON

SOUNDWAVE

Metroplex is down.

MEGATRON

Good.

A shot seers past him.

Megatron looks back and fires again.

HOT ROD AND DANIEL

Hot Rod pulls Daniel back as Megatron's BLAST SHEARS OFF the

VIEWING PLATFORM which crumbles and falls down the steep

mountain!

HOT ROD

Hang on!

Putting Daniel under one arm, he pivots and kicks up at...

...Hook and Scavenger who are descending on him in humanoid

mode...

...causing them both to crash against the mountainside which

starts a...

...landslide which Hot Rod "rides" down the slope, pursued by...

... Decepticon FIRE.

HOT ROD

(SHOUTING)

WHoooooooaaah

ANGLE ON BOTTOM OF MOUNTAIN SLOPE - BLITZWING

Blitzwing flies down in jet mode, transforms to robot

mode, looks up at the "slide riding" Hot Rod and Daniel,

transforms to tank mode and takes aim. A clone of Shrapnel flies

by.

BLITZWING

(amused)

Come on down, Autobrat!

ON HOT ROD AND DANIEL

as Hot Rod tumbles, he covers Daniel with his arms and tries

unsuccessfully to slow his fall.

HOT ROD

Ahhhhhh!

ON BLITZWING

about to fire, when...

Kup arrives in vehical mode and jumps on to Blitzwing's turrent and

Pulls it up and Blitzwing fires killing the...

SHRAPNEL CLONE

who is flying nearby.

BLITZWING

transforms to robot mode and turns as...

Shrapnel clone rams right into him, knocking him down the mountin side

FOLLOW Kup as he lands in front of Hot Rod, who is just coming to

a stop at the bottom with Daniel. Hound arrives, with some marks on him.

HOT ROD

Not bad for an old timer!

KUP

(gruffly)

Old timer? That's something you'll never be if

you don't get back to the city. You know what we

used to do with cocky, insubordinate upstarts?

HOUND

(interrupting)

Save it Kup!

STARSCREAM

transforming into jet mode, fires on them with laser bursts

which...

... chew up the ground beside them.

HOT ROD AND KUP

with Daniel race toward Autobot City, transforming into vehicle

mode as shots gouge the terrain around them.

CUT TO:

PERCEPTOR IN MICROSCOPE MODE ON "BATTLEMENT" OF AUTOBOT CITY

he watches...

PERCEPTOR'S POV - THE DECEPTICON ATTACK

Megatron, Insecticons, Constructicons, and other Decepticon

forces attack the city from the sky and ground.

PERCEPTOR

transforms to humanoid and runs toward...

... Four new Autobots, ARCEE, a lovely female Autobot of about

Hot Rod's age, SPRINGER, a very muscular and bantering "Indiana

Jones" type Autobot and ULTRA MAGNUS, the large and soldierly

City Commander, BLURR, a blue and very, very speedy Autobot.

PERCEPTOR

Ultra Magnus...a cursory evaluation

of Decepticon capability indicates a

distinct tactical deficit!

ULTRA MAGNUS

In other words, Perceptor...

SPRINGER

(translating)

We're outnumbered!

He turns and FIRES from his wrist.

DIRGE IN JET MODE

Zooms in to strafe as...

SPRINGER'S BLAST...

...Explodes on his wing tip.

SPRINGER, ULTRA MAGNUS AND OTHERS

as Decepticon BOMBS AND LASER FIRE pour in on the City.

Bluestreak and Huffer arrive next to them.

BLUESTREAK

Guess you found out about the attach, hu?

Ultra Magnus nods.

ULTRA MAGNUS

Springer, Arcee, Bluestreak! Help Wheeljack and the others

Autobot City! Preceptor, get to Blaster tell him

To radio Optimus and Teletran-1 for reenforcments!

PRECEPTOR

Right away sir!

Runs offscreen.

BLURR

What about me Ultra Magnus? Hu? Hu? Hu? I can help, I wanna

Help. What about me?

ULTRA MAGNUS

Blurr, you, me and Huffer will get Metroplex transformed.

BLURR

Absolutly, positively, definintly! No one can get the

Job done as fast as I can. Nobody, nobody, nobody!

Blurr, Ultra Magnus, and Huffer transform and drive off. Bluestreak runs

Offscreen, but Arcee looks away.

SPRINGER

Come on Arcee, let's go!

ARCEE

But Hot Rod, Daniel, Hound, and Kup are still outside the

City.

A pair of electrobinoculars, similar to Hot Rod's, pops down on her face.

CUT TO

ARCEE P.O.V SHOT

We can see Hot Rod, Kup, and Hound, who is shooting from his turrent,

Dodging fire from Scrapper and Mixmaster.

SPRINGER

They can take care of themselves, let's go!

He pulls her and runs.

CUT TO

EXT. AUTOBOT CITY

Arcee and Springer run down a staircase and then pull out devices from

The wall and push buttons on the wall as well.

HIGH ANGLE - LOOKING DOWN ON COURTYARD - TRACKING SPRINGER, AND ARCEE

STARSCREAM (V.O.)

Pathetic fools!

We can see Wheeljack and Bluestreak waiting at the door.

BLUESTREAK

There they are!

WHEELJACK

Yeah, but look who came with them!

STARSCREAM

TRANSFORMS and hovers in robot mode, firing all around

them as they...

..dive for the door and make it inside then Wheeljack pulls the switch.

Down and the door closes.

STARSCREAM

There's no escape...Uuuuh!

Just then, the floor of the courtyard STARTS TRANSFORMING -

- the center line of the floor snaps shut like the halves of a

gigantic steel shelled clam, trapping Starscream's foot.

STARSCREAM

Agggggggh! My foot!

ANGLE ON SPRINGER AND ARCEE

as they make it through an archway which TRANSFORMS INTO A STEEL

SHIELD as they run through

ON STARSCREAM - HIS FOOT STILL CAUGHT IN "CLAM" OF COURTYARD

He struggles to get free before he is crunched by the still

transforming city.

In the nick of time, he shoots a "shoe horn" like projection from

his wrist and pulls his boot free, then...

...dodges away.

... The "clam" shape RETRACTS COMPLETELY and more armored

shielding SLIDES INTO PLACE TO COVER where the Courtyard was.

He winces in mid-air and flies away as the city continues to

transform to a fortress below.

CUT TO:

ANOTHER ANGLE - THE TRANSFORMING CITY

The towers and buildings of the city, picot and retract..

... withdrawing like periscopes, turning and vanishing into

steel shield coverings.

ON MEGATRON

He blasts at a door that WINDCHARGER and SMOKESCREEN run into

as he FLIES OVER SCENE, BLASTING this way and that, shouting

MEGATRON

Breach their defenses!

CUT TO:

EXT. AUTOBOT CITY

Ultra Magnus, Huffer, and Blurr arrive. Grappel is there to

greet them.

GRAPPEL

Ultra Magnus! The transformation cog has been

destroyed!

BLURR

What? Oh no, oh no, oh no! what are we gonna do

Magnus? If we can't activate Metroplex we'er

Sitting ducks and if we'er sitting ducks we're..

HUFFER

Blurr, Shut Up!

ON INSECTICONS

who are trailing Megatron, attack the fast CLOSING CITY, trying

to GNAW AND DEVOUR their way through the PORTS and BRIDGES

leading inside.

KICKBACK

(Chewing on jamb of doorway

near bridge)

Delicious, eh Shrapnel?

SHRAPNEL

(CHEWING on draw-bridge to

City)

A little heavy on the electrons. Electrons.

KICKBACK

I'v been wanting to get my servos on this city

For a long time.

ZOOM UP TO:

KUP, HOT ROD, HOUND AND DANIEL

as they are racing down mountain toward the

transforming city's drawbridge.

KUP (V.O.)

The Insecticons are in our way!

HOT ROD (V.O.)

Wrong! They're our way in! Yaaaaaaay-hah!

HOUND

I see what he means Kup.

ANOTHER ANGLE

Hot Rod speeds up, passes Kup and...

... rides up and over Kickback's back, using it like a stunt

driver's ramp to...

... hurtle across the open space between Kickback and the doorway

into the city.

ON SHRAPNEL

As Shrapnel looks up and reacts...

...Kup hurtles up and over Kickback's back just as Kickback is

starting to rise to see what knocked him face down onto the

bridge in the first place.

... Kup goes SAILING OT OVER OPEN SPACE between Kickback's back

and the doorway into the city-

-clobbering Shrapnel, who is in the way and landing on the city

doorstep, driving in as...

Hound drives up and clobbers the two and jumps inside the door

And transforms.

THE DOORWAY

transforms, shutting down with metal shields with a "clank" sound

as Kickback and Shrapnel both leap at is to...

... bite Kup, Hound and Hot Rod and instead BREAK THEIR TEETH on steel

door, falling face down with a grunt as LAST BITS OF CITY

TRANSFORM.

Daniel gets out before Hot Rod transforms.

WINDCHARGER

Wow, that was too close for cofert.

DANIEL

You, can say that again.

CUT TO:

INT. CITY SIDE OF DRAWBRIDGE

as Kup and Hot Rod roll in and TRANSFORM where Ultra Magnus is

waiting for them with Blurr. Red Alert, Wheeljack, Bluestreak,

Chromia, Hauler, Pipes, Swerve, Tailgate, Sideswipe, Tracks,

Inferno, Mirage, Punch, Skids, Huffer, Grappel, Landmine,

Trailbraker, Poerglide, and Skyfire.

in the b.g. and ALARMS SOUND.

Daniel looks on in awe.

ULTRA MAGNUS

Hot Rod...

HOUND

This is no time for disaplin sir.

ULTRA MAGNUS

(sternly)

You can explain your security violation later,

Hot Rod! Now, man your battle station.

HOT ROD

I don't have to explain my so called violation

to you or anyone...

KUP

(tugs him along roughly)

He said "later!"

SMOKESCREEN

Let's go.

WINDCHARGER

Yeah.

Kup moves OFF with Hot Rod and Daniel. The others leave with them.

ULTRA MAGNUS

Alright, Hot Rod, Kup, Windcharger, Smokescreen,

Bluestreak, and Wheeljack: you guys activate the

Turrents, someone, I suppose whoever deystroyed

Metroplexs transforming cog is to blame for that.

PUNCH

(quietly)

Counter-Puch.

ULTRA MAGNUS

Skyfire, Powerglide, and Cosmos, get up there and

Give our turrents some support!

SKYFIRE

No problem, sir I'll show my old *friends* some

Real pain.

POWERGLIDE

Yeah, let's show them what real flying is.

COSMOS

We're all gonna die.

They run up a staircase and into a large offscreen hager.

ULTRA MAGNUS

Everybody else, with me!

RED ALERT

Yes sir! What do you say, Inferno, old friend?

INFERNO

Yee-haw! Let's give 'em a whopping they'll

Never forget!

TRAILBRAKER

Yeah, let's beat 'um so hard they'll wish

They'ed never been asembeld!

GRAPPLE

Here, here!

HOUND

Alright! Let's go guys!

PIPES

I wasen't built for fighting!

An EXPLOSION rocks the room.

HUFFER

Yeah, but you weren't built for dying either.

PIPES

Good point, can't argue.

TRACKS

Would you stick-in-the-muds hurry up?

CUT TO OUTSIDE

Ultra Magnus, Chromia, Hound, Trailbraker, Tailgate, and Six-Gun

Are firing wildly into the air at Decepticon seekers.

Thundercracker and Skywarp arrive and fire at them.

THUNDERCRACKER

Hey, Skywarp, call the scrap-yard, cause we

Got a load of it right here.

He fires and the missel sends them flying.

Tracks gets up and fires his missels.

TRACKS

Let's see how you like it.

SIX-GUN

Good job tracks, now Swerve help mw take 'em

Down!

SWERVE

Sure thing.

They fire at the two jets.

THUNDERCRACKER

Auto-Jerks!

CUT TO:

BLASTER ON FORTIFIED " CROWS NEST" LOOKOUT TOWER

The "Crows Nest" has windows all around and Blaster's

seat rotates so he can watch action and broadcast battle reports

like a Top 40 Deejay.

Perceptor climbs up ladder into "Crows Nest" from lower level.

As Blaster speaks, we see Decepticons FIRING at the windows of

the Crows Nest but the bursts explode harmlessly against the

glass

BLASTER

Lookout and shout! Yow!

Explosions rock the Crows Nest.

Blaster swivels around and tilts to see...

BLASTER'S POV - INSECTICONS

Chewing on armor plating at the lower edge of the fortified,

transformed city.

BLASTER

activates turret type LASER CANNON

BLASTER

Gonna lay some slugs on those overweight

bugs!

(FIRES Laser Cannon)

CANNON SWIVELS

LASER BLAST cooks out and we FOLLOW IT OFF SCREEN to...

THE INSECTICONS

as a Laser BLAST hurls Bombshell up and out of sight and causes

Shrapnel and Kickback clones to get sucked into the vacuum.

BOMBSHELL

You wil pay for that, Autobot!

BLASTER

Perceptor joins him.

BLASTER

(joyful at his direct hit)

I'm talkin' hits here, Autobuddies! Hits

with a capital "aitch" like in Hard, Heavy and...

(sees Perceptor)

Hey, Perceptor, what's shakin' other than

this fortress?

BLASTS of enemy fire continue to rock the crows nest as Perceptor

answers

PERCEPTOR

Blaster, Ultra Magnus sends orders to contact

Optimus Prime for reinforcements.

BLASTER

Alright! Cover your receptors, Perceptor!

Blaster transforms to ghetto blaster mode and broadcasts VISIBLE

waves...

THE WAVES

rise and expand into space

BLASTER

Optimus Prime... Do you read me? The Decepticons

are blitzing Autobot City. We're really takin' a

pounding. Don't know how much longer we can hold out.

ON WAVES SPREADING THROUGH SPACE

CUT TO:

MEGATRON LEADING ASSAULT ON TRANSFORMED AUTOBOT CITY

He is FIRING at ARMORED DOOR, trying to melt through when he

reacts to SOUND of Blaster's broadcast for help, stops, and looks

up at CROWS NEST.

MEGATRON

Soundwave! Jam that transmission.

ON SOUNDWAVE

SOUNDWAVE moves forward and starts heaving CASSETTES upwards

toward Blaster's Crows Nest position.

SOUNDWAVE

Rumble! Frenzy! Ravage! Ratbat! Eject!

Operation: interference.

ON CASSETTES

as they transform and attack the crows nest.

ON RUMBLE

as he starts PILE DRIVER MOTION on Crows Nest windows

RUMBLE

First we crack the shell. Then we crack the

nuts inside.

FRENZY

And we'er gonna have fun with them too!

INSIDE CROWS NEST

as Blaster and Perceptor see Rumble and others and react.

Blaster stops broadcasting.

BLASTER

We got Cassette Critters knockin' on

the window!

ON RUMBLE

as he CRACKS THROUGH GLASS and he and others swarm in and

attack Perceptor who tries to beat them away

PERCEPTOR

Run, Blaster! Save yourself!

BLASTER

No way. Two can play!

ON BLASTER

as he spews out CASSETTES which TRANSFORM into STEELJAW, a lion,

Ramhorn, a rhino , EJECT, a robot and REWIND, a small, tough

robot.

BLASTER

Sic 'em!

ON RUMBLE

as Sreeljaw takes him down by the foot, turning him over and over

ON RAMHORN

as he SNAPS at Ratbat who screams and darts, trying to escape as

we move to

REWIND AND EJECT

as Eject fights Frenzy and Rewind blasts Ravage making him yowl

and run.

PERCEPTOR AND BLASTER

As Spectro (Reflector clone) flies in and his shot by them.

PERCEPTOR

You think you got through to Prime?

BLASTER

Let's hope so! Cause if I didn't we're

gonna look like burnt out toaster ovens!

PRECEPTOR

What about Teletran-1?

BLASTER

I raised them as soon as I heard the explosions,

They got problems of their own.

CUT TO TELETRAN-1

It's simply a war-zone.

Omega Supreme, Supirion, and Defensor battle Menosaur and Bruticus.

MENOSAUR

Menosaur, destroy arielbots!

SUPERION

Over our dead chasies!

BRUTICUS

Bruticus, destroy Teletran-1!

OMEGA SUPREME

Situation: Dire

NIGHTBEAT

No slag big guy!

We can see Nightbeat, Outback, Hoist, Seaspray, Bulkhead, Cerebros,

Fastlane, Cloudraker, Brainstorm, Chromedom, Hardhead, Highbrow,

Chase, Freeway, Searchlight, Rollbar, Wideload, and Elieta-One,

All fighting the Decepticons: Thunderblast, Ransac, Crumpelzone,

Triggerhappy, Six-Shot, Wingspan, Ponce, Buzzsaw, Slugfeast,

Overkill, Barricade, Blackout, Tankor, and a bunch of generics.

We can see Carly, Chip, and Roul in Teletran-1.

HOIST

Carly, Elieta-one needs reenforcements from

The city!

CARLY

They called, their under attack too.

HOIST

Great. She's not going to like this.

He is then blasted in the back by Triggerhappy.

CARLY

Hoist!

ROUL

Oh great, and I'm runnin out of ammo.

He then blasts Triggerhappy. Then Broadside, tackles

Triggerhappy from behind.

BROADSIDE

I'll take care of him, you help Hoist.

HOIST

I'm okay, injured, but okay.

We see a line of heavy fire and explosions from behind them.

CHIP

I'v contacted Captain Fairbourn, she's

Under attack by the Terrorcons and the

Horrorcons, she can't help.

ZOOM IN

To the backround, where we can see Sparkplug's obituary.


	3. Chapter 3

CUT TO:

AUTOBOT CITY UNDER ATTACK

Ultra Magnus, Huffer, Inferno, Hauler, Sideswipe and Chromia

fighting Megatron, Ramjet, the Reflector robots, and Soundwave.

REFLECTOR (VIEWFINDER)

These Autobots are putting up a fight

we did not expect.

RAMJET

So what? This is fun, and I like

Killing these little creeps.

He then blasts...

HAULER

Who falls and cries out and smoke poors out of his neck.

HAULER

Ugh!

MEGATRON

Exellent shot Ramjet.

RAMJET

Thank you Megatron.

RED ALERT

We'll show you exellent shooting.

ON THE AUTOBOTS AS

They open fire.

CHROMIA

Take this big guys!

She fires heavily on them and Megatron, Reflector, and

Astrotrain all scatter.

SOUNDWAVE

As he sends out the cassetes.

SOUNDWAVE

Rumble, Frenzy, Ravage, Lazerbeak, Ratbat:

Eject. Operation: Assimalation.

The cassettes spill out.

RUMBLE

You herd him guy, let's take her offline!

FRENZY

Get her!

ON CHROMIA

...as she is pounded by Rumble and Frenzy's piledrivers,

Torn open by Ravage, who growls wildly, and blasted by

Lazerbeak and Ratbat, who screech wildly.

Chromia is killed by them.

INFERNO AND HOUND

They are shocked at the death of her.

HOUND

*Gasp*

INFERNO

No!

HUFFER

Oh great, there goes RED ALERT

Right. our fire power.

Blitzwing flies in.

ASTROTRAIN

Well here's some fire power, hope ya like

It!

He fires several missiles and they explode against the wall

And ake it collapse.

HUFFER

Oh slag.

He is buried by the rubble and we hear several sick crunching

Sounds.

HOUND

Huffer! No!

Sideswipe and Red Alert look at the rubble.

SIDESWIPE

Hound, get him out of there, Red, we'll get

Them.

Hound digs Huffer out, he is dying.

HUFFER

Well at least I'm out my mysiry...

Dies.

RED ALERT

Oh, that Huffer... I'm going to miss him.

SIDESWIPE

Me too, in a strange sort of way.

Megatron looks over to see Kickback who waves, a SIGNAL.

MEGATRON

Don't greive for long, Autobots, you'll

Join him soon.

Kickback looks over to a GARRISON OF INSECTICON CLONES.

KICKBACK

Attack my minons! Attack!

The army flies forward, as Trailbraker runs out of a

Building.

TRAILBRAKER

Not so fast Bug boy!

He fires a missle that causes the building to explode killing all the

Insecticon clones, the explosion is CONTAINED by his FORCEFIELD.

KICKBACK

No! Our clones! No!

TRAILBRAKER

How's that for an exterminator? (laughter)

MEGATRON

He's furious.

MEGATRON

Soundwave! Destroy that Autobot!

SOUNDWAVE

My pleasure Megatron.

He flies down and engages Trailbraker in combat.

SOUNDWAVE

Prepare yourself, Autobot, for the

Swift hand of vengeance shall strike

Fast and hard.

TRAILBRAKER

Yeah, yeah you just keep saying that.

The exchange punches and kicks until Soundwave grabs his

gun and shooys Trailbraker five times. He falls into a

Crevice between buildings, where Grapple, Landmine, and

Tailgate battle Sunstorm and Reflector (SPYGLASS).

Trailbreaker falls right next to them and Grapple sees this.

GRAPPLE

*Gasp*

Trailbreaker! Tailgate, Landmine help me

get him inside

LANDMINE

Okay Grapple.

Trailbraker gets up.

TRAILBRAKER

Its okay guys. *grunts*

Never did want to live forever anyway.

He runs out and uses his forcefield to send Sunstorm and

Spyglass flying.

He then falls and dies.

GRAPPLE

Goodbye old friend.

CUT TO:

THE AIR

Where lazer bolts fly past the screen and We see Starscream

and Skyfire in a dogfight.

STARSCREAM

You look tierd old friend, mabey

I should put you out of your misery

SKYFIRE

I'm just fine thanks, too bad I can't say

the same for you.

Starscream fires a missele that explodes into Skyfire and

sends him down. He transforms just before he crashes.

Starscream transforms and lands right next to him.

STARSCREAM

End of the line, trator!

WARPATH

I don't, blam, think so!

Warpath firs out of his turrent and hits Starscream, who flies

off.

WARPATH

You okay, zam, Skyfire?

SKYFIRE

Yeah, just a little banged up, that's all.

One day Screamer.

CUT TO:

BRIDGE

Where Blurr and Mirage are acting as snipers shooting down

Decepticons.

MIRAGE

I'v never seen 'em so determined before.

BLURR

You got that right, we'ev got Decepticons in

the air, Decepticons on the walls, Decepticons

at the gate. Decepticons, Decepticons, Decepticons!

If we shoot 'em out of the air then they'er still on the

walls, if we shoot them off the walls they'er still in

the air, so where does that leave us? Nowhere! That's

where!

MIRAGE

Slow down for the sake of Primus!

CUT TO:

Area near the bridge, where Bombshell oversees Insecticon clones

attacking when Sharpnel flies up to him.

SHARAPNEL

Bombshell, we have recived a message from

Blastoff, they are in retreat to Autobot city

right now. Now.

BOMBSHELL

I'll report it to Megatron.

He flies up tword the bridge, where Megatron and Shockwave.

Mirage sees him and loads his gun.

MIRAGE

Time to pay you back Bombshell.

He TURNS INVISABLE and blasts Bombshell in the back.

MIRAGE

Surprise!

Bombshell falls and collides with Scavenger.

SCAVENGER

Ow! Hey watch where you land.

SHOCKWAVE

Autobot fools, they'ev given away

they'er location and they'er sparks.

He fires at Mirage and hits him in the face.

Blurr rushes over and carries the body away with some words of

Mourning.

SHOCKWAVE

That's that.

BOMBSHELL

Megatron, our reenforcements are

heading this way.

MEGATRON

Exellent. Yeessss.

CUT TO:

LONG SHOT -AUTOBOT CITY BESIEGED

The city shows gaps, dents, smoking holes and Decepticons continue

to pump fire into it and get back sporadic return fire from

inside as...

... Megatron moves INTO SHOT and fills THE SCREEN

MEGATRON

Decepticons! Hurry, our help shall be here soon!

IN "PILLBOX" LIKE GUN EMPLACEMENT IN CITY'S ARMORED WALL

Where Springer and Arcee clear the twisted remains of Windcharger

and Somkescreen away from a CATAPULT LIKE TORPEDO LAUNCHER.

We can also see Arcee moving the dead Counter-Punch.

ARCEE

Good ridence spy.

POV - THROUGH LAUNCHER PORT

we see the mountain where the Decepticons are getting ready for

the final charge.

SPRINGER

Great! Megatron's making his big push

and we can't even push...

(struggling to turn Catapult

around to re-aim it)

...back!

Arcee starts to push beside him.

THE HUGE CATAPULT

moves slowly as we CHANGE ANGLE and Kup, Bluestreak, Wheeljack Hot Rod

and Daniel ENTER SHOT.

KUP

Keep at it, Springer, lad! Help's at

hand!

(to Hot Rod)

Together now!

WHEELJACK

What happened to them?

SPRINGER

Counter-Punch. But his spying days are over.

WHEELJACk

Two more good bots dead, sad.

Hot Rod joins the others in pushing the huge Catapult into firing

position.

DANIEL

also leans against it, his small legs churning.

THE CATAPULT

starts moving easily now.

ON ARCEE BESIDE HOT ROD

Pushing on the busted catapult.

ARCEE

(pushing, manages to speak

to Hot Rod. She likes him

but doesn't want to go too

far)

I was afraid you'd be trapped outside

the city walls.

HOT ROD

(likes her, too, but tries to

be cool and collected)

Hey, I wasn't worried for a micro-second, Arcee!

ARCEE

(enjoying letting him have

it)

Then you probably didn't understand the situation.

BLUESTREAK

Would you two love-bots stop talking and start

Pushing?

Before Hot Rod can react, Kup steps back from repositioned

Catapult

KUP

That did it!

DANIEL AT LAUNCHER PORT (Opening in "pillbox" through which the

Catapult will fire)

DANIEL

Kup, Hot Rod! Look!

(he points)

MEGATRON

Constructicons, merge for the kill!

THEIR P.O.V. - THE CONSTRUCTICONS

as they start linking themselves together into enormous

DEVASTATOR.

KUP (V.O.)

Devastator!

DEVASTATOR

Prepare for extermination!

ON DEVASTATOR

as he rises up and starts FIRING, HAMMERING, TEARING AWAY at

metal shields which create armored walls of the transformed City.

ON TURRENT

Which swerves around and starts firing.

INSIDE THE TURRENT

Skids is inside it at the controls.

Devastator' hand comes down.

SKIDS

Wait!

Too late. The trrrent explodes in Devastator's hands.

DEVASTATOR

Patetic.

WIDEN SHOT TO INCLUDE MEGATRON, STARSCREAM, DIRGE, THRUST, RAMJET,

SOUNDWAVE, RUMBLE, REFLECTOR, BLITZWING, SKYWARP, THUNDERCRACKER,

SUNSTORM, KICKBACK, SHRAPNEL, BOMBSHELL, and ASTROTRAINas they

line up behind Devastator, FIRING INTO THE CITY, ready to

follow Devastator inside when he has torn the "roof" off.

ON SPRINGER, ARCEE, HOT ROD, KUP, BLUESTREAK, WHEELJACK AND DANIEL

AT CATAPULT

as Springer LOADS TORPEDOES ONTO CATAPULT LIKE SLING

SPRINGER

I got better things to do today than

die.

BLUESTREAK

You too hu?

(Springer FIRES Catapult)

ANGLE ON CATAPULT

as it HURLS FLAMING TORPEDO BOMBS one after the other out the

launch port and we FOLLOW THEM TO

MEGATRON AND OTHER DECEPTICONS

waiting for Devastator to open the way as a succession of

torpedo-bombs explode, knocking them aside, some of the

Torpedo-Bombs strike...

DEVASTATOR

and explode harmlessly as Devastator continues to grunt and tear

off armored layers of the city he finally tears off the wall and

throws it at the bunker.

CUT TO:

BUNKER

Arcee scoops Daniel into her arms as the wall falls in and explodes

as the Autobots run out of the bunker.

ON ULTRA MAGNUS, RED ALERT, TRACKS, AND SIDESWIPE

As they look upon the wreckage of the bunker.

RED ALERT

How could it get any worse?

Sideswipe looks over and gasps.

SIDESWIPE

It just did Red look!

We see the rest of the Decepticons arriving.

BRAWL

Lets zap 'em to scrap!

WILDRIDER

Yeah, Yahoo!

MOTORMASTER

Let's combine!

The Stunticons form Menosaur, who charges the city.

RED ALERT

Me and my big mouth.

SIDESWIPE

You said it.

ON LANDMINE

As he goes trigger happy blasting everything in sight.

LANDMINE

Die! Killers!

He is then grabbed and ripped in half by Menosaur who laughs.

CUT TO:

THE AIR Where the Airealbots and Omega Supream and the other

Autobots, with jet packs all fly in.

FIREFLIGHT

We'er too late!

SILVERBOLT

We can still fight, give them everything

you got!

ON THE MISSELES as the streak across the air and hit the legion of

Decepticons, killing dozens upon dozens.

OMEGA SUPREAM

Mission: Destruction of the Decepticons:

Permenantly.

Omega lands in front of a legion of generics who all rush to attack him.

SLINGSHOT

Silverbolt! Menosaur, straight ahead!

SILVERBOLT

Arielbots, form Supirion!

They do. He tackles Menosaur into a building and starts to punch him without

remose.

An Autobot named Bulkhead who demolishes a Decepticon with his mace.

He is blown to bits by Starscream and the other jets.

STREETWISE as he rams right into Vortex and the flips over and shoots Kickback.

STREETWISE

Too easy.

ELETA ONE as she is guted by Megatron with Iornhide's Energon knife.

Megatron walks away laughting evily.

ELETA ONE

Optimus, my love, good bye.

Dies.

MONTAGE

HOT ROD as he jumps off a building and starts blasting at Thundercracker and

Skywarp.

POWERGLIDE as he blasts two Decepticons out of the sky.

BLURR AND SEASPRAY as they dodge an explosion.

CARLY as she tries to get Daniel to safty.

SCAMPER as he runs with Bumper to battle with the Throttlebots.

OMEGA SUPREAM as he falls down , injured.

ROUL as he runs with Tracks to cover.

BARRICADE as he is blasted in half by Red Alert

SHOCKBLAST as she is swated off a building and killed by Defensor.

MIXMASTER, HOOK, AND BONECRUSHER stand they'er ground as lazer fire

goes everywhere.

SIX-SHOT as he battles Skyfire.

GRAPPLE AND PRECEPTOR as they battle Decepticons, Tracks runs by.

AUTOBOT CITY as lazerfire flies all around it.

AUTOBOT CITY MORNNING: It's a scrap heap. There are holes, dents, bents,

scorch marks ect.

ON WALL AS IT STARS TO CRUMBLE

Devastator tears through the wall and roars.

MEGATRON

Their defences are broken, let the slaughter begin!

BUMPER

Run for it!

DEVASTATOR

Soon, you shall all realize what pain really is!

ON ULTRA MAGNUS AND INFERNO

We can see that Ultra Magnus is carring Red Alert, Sideswipe, Tracks

and the Throttelbots.

Ulta Magnus transforms and they all jump off and transform into robot

mode.

ULTRA MAGNUS

Fire! Fire!

CHASE

You herd him! Lets blast 'em!

They all fire at once and the firepower breakes Devastator into his

componets.

SCRAPPER

Get up and shoot back you fools!

HOOK

Concured my friend.

They all get up and fire back.

RED ALERT

Don't celebrate too soon my friends, they'er

back! So lets give them all we got!

INFERNO

I hear ya old buddy.

SEARCHLIGHT

We can't hold them, look!

Tankor and Blackout arrive to help the Constructicons in their battle.

BLACKOUT

Let's claim some heads!

They fire back as well.

ULTRA MAGNUS

Their too strong, retreat!

SIDESWIPE

For once, I like the sound of those words

CONSTRUCTICONS

MIXMASTER

They'er retreating! I want to kill someone!

BONECRUSHER

Well lets kill some then.

He fires along with Hook, Mixmaster, Longhaul, and Scavenger.

ON RED ALERT

As the blasts hit him.

RED ALERT

Agghh! I'v been ... hit! Ugh!

INFERNO AS

He rushes to help his friend.

INFERNO

Red, Red ole' buddy hang on! First Aid will

help ya! Just hang in there...

RED ALERT

No... its too late for me old friend.

Good bye.

Dies.

Tankor comes up with intent to kill.

TANKOR

Tankor Pulverize!

Too late.

Inferno pulls out a gun and shoots tankor's shoulders, then shoves

him down and then jumps on his head and smashes it.

INFERNO

Sorry old friend.

CUT TO:

EXT. BUILDING TOP

Runamuck and Runabout stand watching the battle, Runabout turns around.

RUNABOUT

Look! An Autobot shuttle!

RUNAMUCK

We better warn Megatron.

NIGHTBEAT

I don't think so!

He picks them both up and wacks them together. He then throes them off the

building.

NIGHTBEAT

Optimus, thank Primus you're here.

CUT TO:

EXT. CORNER

Seaspray and Outback are cornered by Insecticon clones.

Seaspray looks up.

SEASPRAY

Look!

BOMBSHELL

The Autobot's reenforcements! Nooo!

The clones are all blasted by Outback.

OUTBACK

Well, that's settled.

INSIDE THE SPACE SHUTTLE - OPTIMUS PRIME WITH DINOBOTS, FIRESTAR, GEARS,

AND SUNSTREAKER

OPTIMUS PRIME

Dinobots. Destroy Devastator!

GRIMLOCK

Uhhhh! Me Grimlock love challenge!

FOLLOW DINOBOTS

As they fly towords the city.

GRIMLOCK

Dinobots, transform!

They transform into dino mode and swoop down to Decastator.

Grimlock flies toword Devastator and Devastator repels him

with a kick.

Sluge charges right at Devastator, who swats him down, then

throws him away.

Slag then rams Devastator right into the wall, which collapses

In and Wheeljack, Blaster, and Bluestreak.

BLASTER

Hey, let's help 'em out guys.

WHEELJACK

Right, take this ya big brute!

They all fire at the downed giant. He gets up but is forced

Down by Snarl's TAIL. Swoop then flies down, but Devastator,

Throws a bunch of scrap at him causing him to fall.

GRIMLOCK, SLAG, and SLUDGE.

GRIMLOCK

Me Grimlock tierd of this already.

SLAG

Me Slag agree. We smash Devastator now.

SLUDGE

Uh-hu.

They all charge Devastator and ram him down, Snarl, Swoop,

Wheeljack, Bluestreak, and Blaster all help them.

WHEELJACK

Grimlock, as much as I can't believe it,

I'm proud of you.

GRIMLOCK

Me Grimlock badass!

CUT TO:

EXT. THE BATTLEFIELD - MOMENTS LATER

Prime stands outside the dented shuttle with Sunstreaker, Gears,

Firestar, and Hound. As he talks he shoots at Apeface, Slugslinger,

Mindwipe, Snapdragon, and Wierdwolf, who are all shot down.

HOUND

Thanks for coming when you did Optimus.

SUNSTREAKER

Jumping Gyros! Look what they did to the city!

FIRESTAR

Yeah, they turned it to a scrapyard.

PRIME'S POV - MEGATRON

The Decepticon leader stands a hundreds yards away, running to

The power core of the city with Dirge, Soundwave, Rumble, Kickback,

Bombshell, Skywarp, Thundercracker, Blitzwing, Astrotrain, Shrapnel,

Starscream, Ramjet, Sunstorm, and Thrust in tow.

OPTIMUS PRIME

Megatron must be stopped, no matter the cost.

He transforms and goes off to battle.

SUNSTREAKER

Go get 'em Prime!

THRUST, SHRAPNEL, AND BLITZWING

THRUST turns around and is sent flying by Prime.

SHRAPNEL's leg is flattend by Prim's wheel he is down.

BLITZWING Flies out of Prime's way.

SOUNDWAVE, RAMJET, THUNDERCRACKER, KICKBACK, SHRAPNEL, AND SUNSTORM

Optimus transforms and jumps up and shoots Ramjet, Thundercracker,

and Soundwave.

He then lands and fires on Thundercracker, Shrapnel, Kickback, and

Sunstorm.

The all go flying when Prime throws them off, he then shoots Skywarp,

Bombshell, and the others, but Skywarp launces forward.

SKYWARP

Death to Autobots!

He rams into Prime, knocking the gun out of his hands, Prime then

Punches Skywarp and tosses him away.

OPTIMUS PRIME as he runs twords Megatron he is

tackeled by Blitzwing,

Rumble, Astrotrain, Bombshell, and Skywarp. They all pile on top of

him.

He then throws them off with a mighty blast of strength.

MEGATRON

Then he turns and sees...

MEGATRON

Prime!

OPTIMUS PRIME

One shall stand, one shall fall.

CLOSE ON MEGATRON

his eyes blazing with hatred.

MEGATRON

Why throw away your life so recklessly?

ON OPTIMUS PRIME

Dirge takes a sneaky leap at him...

DIRGE

Die Prime!

Optimus stiffarms him with a shuddering clank...

...then turns him upside down with one hand and...

...drives him headfirst into the rocky ground, letting him

crumple and fall.

OPTIMUS PRIME

That's a question you should ask yourself.

MEGATRON

hurls himself at Optimus Prime...

... both tumble into the walls of the City...

...denting the walls and causing the electronic panels inside to

short circuit, surrounding them with a fiery nimbus of crackling

electrical energy.

INTERCUT TO HOT ROD, KUP, DANIEL, ARCEE, BLASTER, PERCEPTOR,

AND OTHERS

fighting their way to the battle of the titans.

HOT ROD

We've got to save Prime!

Punching...

KUP

That's his fight, lad! Stay away.

Shooting...

...And charging.

ANGLE ON OPTIMUS AND MEGATRON

MEGATRON

grabs a jagged, spearlike piece of steel and hurls it at

PRIME

The steel "spear" pierces his side and sticks in him as...

... he charges Megatron,

...dodging shots from Megatron's gun to...

...deliver a huge UPPERCUT which...

...lifts Megatron into the air so high that...

... his head butts sharply against overhanging concrete balcony,

mashing him down...

MEGATRON

lands and stealthily slips Iornhide's lazer dagger from his boot,

turning and slashing at...

PRIME

as he comes for him, tearing...

...a gash across Prime's midsection, which spews smoke and

sparks and...

... dropping Prime to one knee.

MEGATRON

(gloating)

Farewell, Prime!

As Megatron hurls the laser dagger as we CHANGE ANGLE to -

OPTIMUS PRIME

as he lifts chunks of broken concrete and catches the lazer dagger

on it, tossing it aside as he lunges at-

MEGATRON

Who jumps in the air but Prime punches him in the jaw sending him down.

Megatron kicks at Optimus but Prime jumps out of the way, then lands

Where Megatron kicks Prime in the chest, he is sent backwords by this.

Megatron lunges hisself at Prime, but Prime does the same.

MEGATRON

Who claws his fingers and digs them into Prime's eyes

MEGATRON

I'll rip out your optics!

Optimus grabs Megatron's clawed hand in one of his hands, twists

it in see-sawing test of strength which..

OPTIMUS PRIME

I don't think so1

Optimus wins in a judo toss which sends Megatron –

- skidding face first through steel rubble, in a shower of sparks

until he crashes into the side of the city.

ANGLE ON HOT ROD

He dispatches Triggerhappy and turns to Prime.

HOT ROD

That's showing him, Optimus!

KUP

knocks Runamuck and Runabout on their tails and turns.

KUP

Finish him off, Prime! Do it now!

ON MEGATRON

as he spots a gun on the ground ahead of him

MEGATRON

No more, Optimus Prime! Grant me mercy,

I beg of you!

ANOTHER ANGLE FEATURING OPTIMUS PRIME AND HOT ROD

as Optimus Prime warily moves out to look down at the cowering

Megatron, keeping him in his gun sights.

OPTIMUS PRIME

You who are without mercy now plead for

it. I thought you were made of sterner

stuff, Megatron!

ON HOT ROD

as he sees Megatron go for the gun and calls out to Optimus...

HOT ROD

Optimus! Look out!

MEGATRON

as he mercilessly

BLASTS PRIME IN THE WOUND HE'D MADE WITH HIS LAZER DAGGER

ON OPTIMUS PRIME

his midsection now glowing and smoking, a huge hole where the

Blaster has struck.

ON MEGATRON

firing blaster again and again

MEGATRON

Fall! Fall!

Megatron gets up and walks over and stands above the dying Prime.

MEGATRON

I would have waited an eternity for this.

Crawl, slave! On your knees!

ON OPTIMUS PRIME

as he gathers his remaining strength and smashes Megatron with

both fists clasped together.

OPTIMUS PRIME

(gasping painfully)

Never!

He bashes in Megatron's torso casing, fracturing the sides which

split, spilling wires, fuses, lights, circuitry. Megatron falls!

Prime falls to his knees, tries to rise, collapses to his side

and falls slowly back.

HOT ROD runs over to him.

HOT ROD

Optimus! Noooooooooo!

ANOTHER ANGLE- MEGATRON

Starscream, Scrapper, Motormaster, Soundwave, Onslaught, and Rumble

stand over the smoking body.

STARSCREAM

(sarcastic, filled with

false sympathy)

How do you feel, Mighty Megatron?

(he kicks Megatron)

MEGATRON

(weakly clutching at

Starscream's hand, gasping)

Help me!

STARSCREAM

(drops Megatron's hand

coldly, )

After all the centuries of abuse? I think not.

SCRAPPER

The battle has been lost, thanks to your strategy,

oh mighty Megatron.

ONSLAUGHT

We must retreat now!

STARSCREAM

Agreed, Astrotrain! Transform and get us out of here!

MEGATRON

Don't.. leave me.. Soundwave.

SOUNDWAVE

As you command Megatron.

Soundwave then picks up Megatron as Rumble picks up Megatron's cannon.

ON STARSCREAM

As Wheeljack jumps in front of him.

WHEELJACK

Hold it! Your not going anywhere creep!

STARSCREAM

I don't have time for this.

He then blasts Wheeljack four times in the chestplate, killing him.

ANOTHER ANGLE- ASTROTRAIN

as he MOVES ONTO SCENE in Humanoid mode, showing battle burns

and scars.

Then, he converts to train mode, and rolls through a crowd of

generic Decepticons, crushing many under his wheels, as he makes

his way towards Starscream.

ANGLE ON THE EXODUS

Ramjet, Thrust, Dirge, the Constructicons, Soundwave and his

cassettes, Stunticons, Combaticons, and the others run towards

Astrotrain, some carrying Thundercracker, Skywarp, Sunstorm and

the Insecticons.

ANGLE ON ARCEE AND OTHERS

They fight for a moment, then they notice their attackers are

beating feet...

ARCEE

The Decepticons are retreating!

SCAMPER

Prime did it. He turned the tide!

He shoots (O.S.) into...

THUNDERBLAST

THUNDERBLAST

Wait for me!

She is hit and falls giving out a cry for help as she dies.

ANGLE ON STARSCREAM

As coldly he pushes generics out of the way.

THE AUTOBOTS

fire after them, closing ranks on the shuttle, and pouring shots

into the melee.

ANGLE ON ASTROTRAIN

ASTROTRAIN

Hurry up or your scrap!

Decepticons make way for Starscream as he tosses the nearly

lifeless Megatron into the shuttle and gets in.

Then, standing at the door, he kicks other Decepticons away.

STARSCREAM

Astrotrain, take off!

ANGLE ON ASTROTRAIN

The shuttle takes off, leaving a number of generic Decepticons

behind, who immediately raise their hands upon realizing that

they are surrounded by Autobots.

HOT ROD, ULTRA MAGNUS, FIRST AID, AND PRECEPTOR

As they gather around Prime


End file.
